Audit, Compliance and Risk Blog

We often see pictures in the media of places where the environment is being abused. During the Rio Olympics, we’ve seen many visual images of garbage-laden rivers and dirty beaches and it’s easy to think that if that were in our country, it would be under control, but a recent Harvard study took a closer look at water quality at home and found that it comes up short in many U.S. states.

In Great American Insurance Co. v. Ramsoondar (2016 ABQB 73), the Alberta Court of Queen’s Bench was asked to declare that a director and officer liability insurance policy did not cover the losses claimed against Fredy v. Ramsoondar pursuant to a personal guarantee he granted to Faunus Group Inc. (FGI), a client of United Protection Services Inc. (UPSI). UPSI was a wholly owned subsidiary of United Protection Services Group Inc. (UPSG), and UPSG obtained a director and officer liability policy from Great American Insurance Co., and listed Ramsoondar as its chief financial officer on the policy.

If you are an employer and are considering using suspension as a disciplinary measure, be aware that the Supreme Court of Canada has indicated that employers do not have unfettered authority to withhold work from their employees and that legitimate business reasons must be shown in the context of any administrative suspension. Absent such reasons, an administrative suspension—even with pay—may be found to be a constructive dismissal.

The Ontario Superior Court of Justice issued an initial order in an insolvency proceeding under the Companies’ Creditors Arrangement Act (CCAA) providing a $3.1 million director’s charge even though the directors were covered by an existing D&O liability insurance policy and indemnities from the company (Re P.T. Holdco Inc., 2016 ONSC 495). The CCAA proceedings involved various corporate entities involved in the Primus telecommunications service business in Canada and the United States. Primus’ business was failing and it had arranged to sell its business to another company and wished to use the CCAA to finalize the sale and distribute the sale assets while its creditors were stayed from enforcing their claims.

Ontario is the first jurisdiction in North America to regulate the sale and use of neonicotinoid-treated seeds, which have been implicated as a significant factor in recent and alarming declines in bee populations. Ontario’s new restrictions on “neonics” came into effect on July 1, 2015, and Jeff Leal, Minister of Agriculture, Food, and Rural Affairs, hopes that the restrictions will reduce use of the treated seeds by 80% by 2017.

In Kent v. Postmedia Network Inc. (2015 ABQB 461), the Alberta Court of Queen’s Bench granted a summary judgment application by Paul Godfrey and Gordon Fisher, two directors of Postmedia Network Inc., and dismissed the defamation claims against them by the plaintiff, Arthur Kent. Kent claimed he had been defamed in a 2008 article written by Don Martin and published in the Calgary Herald and National Post and continuing to be available on various websites maintained by Postmedia. The article at issue was published while Kent was a candidate in the Alberta provincial election and he claimed it contained false and defamatory statements that were intended to have readers infer that Kent’s career as an international correspondent was insubstantial, he was unworthy of public trust and confidence, his election campaign was incompetent and he lacked support from both his campaign team and political party. In the course of the litigation leading up to the motion for summary judgment, Kent had both Fisher and Godfrey served with a Notice of Intention to bring an Action setting out the basis for his claim of defamation and seeking removal of the article from websites. Neither Fisher nor Godfrey sought the removal of the article from those websites.

A manager reports to you that one of your workers, Joe, has admitted to a problem with alcohol. Or perhaps there’s an accident in the workplace and the ensuing investigation reveals that Jane is a regular drug user. Or John arrives at the office, once again unfit to do his job because he’s “under the influence.”

The U.S. Environmental Protection Agency (EPA) administers rules governing the import and export of hazardous waste regulated by the Resource Conservation and Recovery Act (RCRA). These rules implement requirements established by RCRA, and also ensure that the U.S. meets its international responsibilities as a member of the Organization for Economic Cooperation and Development (OECD) by creating national rules that meet agreed-upon OECD standards. The proposal should appear in the Federal Register soon, opening a 60 day comment period after which EPA will decide whether to finalize the changes.